Auditor Report of Bhagawati Oxygen Ltd.

Mar 31, 2015

We have audited the accompanying financial statements of Bhagawati Oxygen Limited ("the Company"), 1 which comprise the Balance Sheet as at 31st March, 2015, the Statement of Profit and Loss, the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory , information.

Management's Responsibility for the Financial Statements

The Company's Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 ("the Act") with respect to the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance' with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor's Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under.

We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company's preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial control system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the financial statements.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2015, and its profit and its cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1) As required by the Companies (Auditor's Report) Order, 2015 ("the Order") issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 3 and 4 of the Order.

2) As required by Section 143 (3) of the Act, we report that:

a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit.

b) In our opinion, proper books of account as required by law have been kept by the company so far as it appears from our examination of those books.

c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account.

d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

e) On the basis of written representations received from the directors as on March 31, 2015, and taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2015 from being appointed as director in terms of Section 164(2) of the Act.

f) With respect to the other matters to be included in the Auditor's Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements. Refer Note No.28(12)]

ii. The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses.

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company.

For CHATURVEDI&CO.

Chartered Accountants

FirmRegn. No.302137E

S.C.Chaturvedi

Date : May 30,2015 . Partner

Place: Kolkata Mem.No.012705

ANNEXURE TO THE AUDITORS' REPORT

(Referred to in Paragraph 1 of "Other Legal and Regulatory requirements " of our Audit Report)

i) In respect of Fixed Assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of its Fixed Assets.

b) As explained to us, the fixed assets have been physically verified by the management at reasonable intervals. No serious discrepancies were noticed on such physical verification.

ii) In respect of Inventories:

a) As explained to us, the physical verification of inventory has been conducted by the management at reasonable intervals. In our opinion, the frequency of the verification is reasonable having regard to the size of the Company and nature of its business.

b) In our opinion and according to the information and explanations given to us, the procedures and frequency of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) The Company has maintained proper records of inventory. As explained to us, there was no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii) According to the information and explanation given to us, the Company has not granted any loans, secured or unsecured to companies, firms or other parties covered in the register maintained under Section 189 of the Companies Act, 2013. Hence provisions to Para 3 (iii)(a) and (b) of the said order are not applicable.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of goods, fixed assets and sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control system.

v) According to the information and explanations given to us, the Company has not accepted any deposits from the public within the meaning of directives issued by the Reserve Bank of India and provisions of Sections 73 to 76 or any other relevant provisions of the Companies Act, 2013 and the rules framed there under.

vi) Based on the information available and explanations given to us, the maintenance of Cost records has not been specified by the Central Government under section 148(1)of the Companies Act, 2013for any of the products manufactured by the company.

vii)a) According to the information and explanations given to us and on the basis of our examination of the books of accounts, the Company is generally regular in depositing the undisputed statutory dues includ- ing Provident fund, Income Tax, Sale tax, Wealth Tax, Service Tax, Duty of customs, Duty of Excise, Value added Tax, Cess and any other statutory dues as applicable with the appropriate authorities. There were no un-disputed statutory dues as at the end of the year concerned outstanding for a period of more than six months from the date they became payable

b) According to the information and explanations given to us and as per the records of the Company examined by us, the particulars of dues of Sale tax and Income Tax, which have not been deposited on account of any dispute as at March 31,2015 are given below:

Sl Name of the Nature of Amount Period to which the No. Statute dues (In Rs.) amount relates

1 West Bengal VAT VAT&CST 15,18,996/- 2006-2007 Act&CSTAct

2 IncomeTaxAct Income Tax 3,97,860/- 2010-2011

2,78,490/- 2012-2013

Sl. Name of the Statute Forum where pending No.

1. West Bengal VAT WB Commercial Tax Act & CST Act Appelate and Revisional Board

2. Income Tax Act CIT (Appeal) Kolkata

DCIT Kolkata

c) According to the information and explanations given to us, there is no amount required to be transferred to investor education and protection fund in accordance with the relevant provisions of the Companies Act, 1956 (1 of 1956) and rules made there under during the year.

viii) The Company does not have any accumulated loss at the end of the financial year and there is no cash loss in the current year and the immediately preceding financial year.

ix) As per the books and records maintained by the Company and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institutions or banks or debenture holders.

x) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks and financial institutions during the year.

xi) In our opinion, the term loan has been applied for the purpose for which they were raised.

xii) To the best of our knowledge and belief and based on the information and explanations furnished by the management, which has been relied upon by us, there were no frauds on or by the Company noticed or reported during the year.

For CHATURVEDI&CO.

Chartered Accountants

Date : May 3,0, 2015 Firm Regn.No.302137E

Place: Kolkata S.C.Chaturvedi

Partner

Mem.No.012705

---

Mar 31, 2014

We have audited the accompanying financial statements of Bhagawati Oxygen Limited, ("the Company") which comprise the Balance Sheet as at March 31,2014, the Statement of Profit and Loss and Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management''s Responsibility for the Financial Statements

Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards referred to in sub-section (3C) of section 211 of the Companies Act, 1956 ("the Act"). This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.

Auditor''s Responsibility

Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor''s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company''s preparation of financial statements and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company''s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of the accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion and to the best of our information and according to the explanations given to us, the financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

a) in the case of the Balance Sheet, of the state of affairs of the Company as at March 31, 2014;

b) in the case of the Statement of Profit and Loss, of the profit for the year ended on that date; and

c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.

Report on Other Legal and Regulatory Requirements

1. As required by the Companies (Auditor''s Report) Order, 2003 ("the Order") issued by the Central Government of India in terms of sub-section (4A) of section 227 of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

2. As required by section 227(3) of the Act, we report that:

a) we have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

b) in our opinion proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

c) the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement dealt with by this Report are in agreement with the books of account ;

d) in our opinion, the Balance Sheet, Statement of Profit and Loss, and Cash Flow Statement comply with the Accounting Standards referred to in subsection (3C) of section 211 of the Companies Act, 1956

e) On the basis of the written representations received from the Directors as on March 31,2014 and taken on record by the Board of Directors , we report that none of the Directors is disqualified as on March 31,2014 from being appointed as Directors of the Company in terms of (g) of sub-section(1) of section 274 of the Companies Act,1956.

ANNEXURE TO THE AUDITORS'' REPORT

(Referred to in Paragraph 1 of "Other Legal and Regulatory requirements" of our Audit Report)

i) In respect of Fixed Assets:

a) The Company has maintained proper records showing full particulars, including quantitative details and situation of its Fixed Assets.

b) As explained to us, the fixed assets have been physically verified by the management at reasonable intervals. No serious discrepancies were noticed on such physical verification.

c) No part of fixed assets has been disposed off during the year.

ii) In respect of Inventories:

a) As explained to us, the physical verification of inventory has been conducted by the management at reasonable intervals. In our opinion, the frequency of the verification is reasonable having regard to the size of the Company and nature of its business.

b) In our opinion and according to the information and explanations given to us, the procedures and frequency of physical verification of inventories followed by the management are reasonable and adequate in relation to the size of the Company and nature of its business.

c) The Company has maintained proper records of inventory. As explained to us, there was no material discrepancies noticed on physical verification of inventory as compared to the book records.

iii) As informed to us, the Company has neither granted nor taken any loans, secured or unsecured, to/from the companies, firms or other parties covered in the register maintained under section 301 of the Companies act, 1956.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business with regard to purchase of goods, fixed assets and sale of goods and services. During the course of our audit, no major weakness has been noticed in the internal control.

v) (a) In respect of contracts or arrangements entered in the register maintained in pursuance to the section 301 of the Companies act, 1956, to the best of our knowledge and belief and according to the information and explanations given to us, the particulars of contract referred to in Section 301 that need to be entered into the register, maintained under that section have been so entered.

(b) In our opinion and according to the information and explanations given to us, the transactions pursuant to such contract have been made at prices which are reasonable to the prevailing market prices at the relevant time.

vi) The Company has not accepted any deposits from the public within the meaning of section 58A and 58AA and any other relevant provisions of the act.

vii) In our opinion, the internal audit system of the Company is commensurate with the size and nature of its business.

viii) The Central government has prescribed to the company for the maintenance of Cost records as referred under clause (d) of sub section (1) of Section 209 of the Companies act, 1956. We are of the opinion that prima facie, the prescribed accounts and records have been made and maintained. However we are not made any detailed examination of the records with a view to determine whether they are accurate and complete.

ix) a) According to the records of the Company, the Company is generally regular in depositing the undisputed statutory dues including Income Tax and other statutory dues applicable to it with the appropriate authorities. According to the information and explanations given to us, there are no undisputed amounts payable in respect of Income tax, wealth Tax, service tax, Sale tax, custom duty and excise duty which are outstanding, at the year end for a period of more than six months from the date they became payable, b) According to the information and explanations given to us, and as per the records of the Company examined by us, the particulars of dues of Income Tax and Value Added Tax, which have not been deposited on account of any dispute as at March 31,2014 are given below:

SI. Name of Nature of dues Amount Period to No. the Statute (in Rs.) which the amount relates

1 Income Tax Income Tax 1 ,67,845/- 2010-2011 ACt, 1961 Tax deducted 52, 100/- 2007-2008 at source 67,720/- 2008-2009

53,610/- 2008-2009 SI. Name of Forum where No. the Statute pending 1 Income Tax CIT (Appeal) Kolkata ACt, 1961 CIT (Appeal) Kolkata CIT (Appeal) Kolkata

CIT (Appeal) Kolkata

x) The Company does not have any accumulated loss at the end of the financial year and there is no cash loss in the current year and the immediately preceding financial year.

xi) As per the books and records maintained by the Company and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to any financial institutions or banks or debenture holders.

xii) According to the information and explanations given to us, and based on the documents and records produced to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii) In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special status applicable to chit fund and nidhi /mutual benefit fund/ societies.

xiv) As informed and explained to us, the Company is not dealing or trading in shares, securities, debentures and other investments during the year. In our opinion and according to the information and explanations given to us. proper records have been maintained of the transactions and contracts relating to other investment and timely entries have been made therein. The shares and other investments have been held by the Company in its own name.

xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by others from Banks and financial institutions during the year.

xvi) In our opinion, the tern loan has been applied for the purpose for which they were raised.

xvii) According to information and explanations and on overall examination of the balance sheet of the Company, we report that no funds raised on short term basis, which have been used for long term investments during the year.

xviii) The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained under section 301 of the Companies Act, 1956.

xix) The Company did not have any outstanding debentures during the year.

xx) The Company has not raised any money through public issue during the year.

xxi) Based on the information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the year.

For CHATURVEDI & CO. Chartered Accountants Firm Registration No.-302137E

Place : Kolkata S. C. Chaturvedi Date : 30th May, 2014 (Partner)

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Mar 31, 2010

1. We have audited the attached Balance Sheet of Bhagawati Oxygen Limited as at 31st March, 2010 and the Profit and Loss Account of the Company for the year ended on that date annexed thereto and the Cash Flow statement for the year ended on that date. These financial statements are the responsibility of the Companys Management. Our responsibility is to express an opinion on these financial statements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in India. Those standards require i that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditors Report) Order, 2003 (as amended by the CARO amendment order 2004) issued by the Central Government of India in terms of sub section (4 A) of section 227 of the Companies Act, 1956 we enclose in the Annexure a statement on the matters specified in paragraph 4 and 5 of the said Order.

4. Further to our comments in the Annexure referred to above, we report that :-

i) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purpose of our audit;

ii) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books;

iii) The Balance Sheet, the Profit & Loss account and the Cash Flow Statement dealt with by this report are in agreement with the books of account;

iv) In our opinion, the Balance Sheet, the Profit & Loss account and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in Section 211(3C) of the Companies Act,1956;

v) On the basis of written representations received from the Directors as on 31st March 2010 and taken on record by the Board of Directors, we report that none of the Directors is disqualified as on 31st March 2010, from being appointed as a director in terms of Clause(g) of Sub-section (1) of Section 274 of the Companies Act 1956;

vi) In our opinion and to the best of our information and according to the explanations given to us, the said accounts read together with Significant Accounting Policies and Notes on Accounts appearing thereon give the information required by the Companies Act 1956, in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:-

i) In the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2010 and

ii) In the case of the Profit & Loss Account, of the Profit for the year ended on that date.

iii) In the case of the Cash Flow Statement, of the cash flows for the year ended or that date.

ANNEXURE TO THE AUDITORS REPORT :

i) The Company has maintained proper records showing full particulars, including quantitative details and situations of fixed assets. As explained to us, the fixed assets have been physically verified by the management at reasonable intervals. No serious discrepancies were noticed on such verifications. No substantial part of the fixed assets has been disposed off during the year.

ii) Physical verification of inventories was not required as there was no stock as on 31st March 2010.

iii) As informed to us, the Company has neither granted nor taken any loans, secured or unsecured, to/ from companies, firms or other parties covered in the register maintained under section 301 of the Companies Act, 1956 and as such clauses (iii) (a) to (iii) (f) are not applicable.

iv) In our opinion and according to the information and explanations given to us, there are adequate internal control procedures commensurate with the size of the Company and the nature of its business. During the course of our audit, no major weakness has been noticed in the internal controls.

v) According to the information and explanations provided by the management, we are of the opinion that there have been no transactions that need to be entered into the register maintained under Section 301 and hence clause (v)(b) is also not applicable.

vi) The Company has not accepted any deposit from public within the meaning of Sections 58A and 58AA or any other relevant provisions of the Act.

vii) In our opinion, the internal audit system of the Company is commensurate with its size and nature of its business.

viii) The Central Govt, has prescribed maintenance of Cost Records under section 209(1 )(d) of the Companies Act, 1956 in respect of certain manufacturing activities of the Company. We have broadly reviewed the accounts and records of the Company in this connection and are of opinion, that prima facie the prescribed accounts and records have been made and maintained. We have not however made a detailed examination of the same.

ix) (a) According to the records of the Company, the Company is regular in depositing undisputed statutory dues including Income-tax and other statutory dues applicable to it with the appropriate authorities. According to the information and explanations given to us, there are no undisputed amounts payable in respect of income tax, wealth tax, service tax, sales tax, customs duty and excise duty which were outstanding, at the year end for a period of more than six months from the date they became payable.

(b) There are no dues outstanding of sales tax, income tax, custom duty, wealth tax, service tax, excise duty and cess on account of any dispute

x) The Company does not have any accumulated loss at the end of the financial year and there is no cash loss in the current year and in the immediately preceding year.

xi) As per books and records maintained by the Company and according to the information and explanations given to us, the Company has not defaulted in repayment of dues to financial institutions or banks or debenture holders.

xii) According to the information and explanations given to us and based on the documents and records produced to us, the Company has not granted loans and advances on the basis of security by way of pledge of shares, debentures and other securities.

xiii) In our opinion and according to the information and explanations given to us, the nature of activities of the Company does not attract any special status applicable to chit fund and nidhi /mutual benefit fund/ societies.

xiv) As informed and explained to us, the Company has not dealt / traded in securities or debentures during the year. In our opinion and according to the information and explanations given to us, proper records have been maintained of the transactions and contracts relating to other investments and timely entries have been made therein. The shares and other investments have been held by the Company, in its own name.

xv) According to the information and explanations given to us, the Company has not given any guarantee for loans taken by its associates from bank or financial institutions. As informed to us, the Company has no subsidiary companies

xvi) In our opinion the term loan has been applied for the purpose for which they were raised. .

xvii) According to the information and explanations and on overall examination of the balance sheet of the Company, we report that no funds raised on short term basis have been used for long term investments.

xviii) The Company has not made any preferential allotment of shares to parties or companies covered in the register maintained under Section 301 of the Companies Act, 1956.

xix) The Company did not have any debentures during the year.

xx) The Company has not raised any money through public issue during the year.

xxi) Based on information and explanations furnished by the management, which have been relied upon by us, there were no frauds on or by the Company noticed or reported during the year.

For CHATURVEDI & COMPANY

Chartered Accountants

Firm Regn.No.302137E

Place :Kolkata S. BANERJI

Dated : 31st July, 2010 Partner

M.No.: 050912